Janpragti Commodities Private Limited vs Radission Resources Private Limited

Per: Balraj Joshi, Member (Technical)

This Adjudicating Authority convened through hybrid mode.

IA(IBC)/1360(KB)2022 is an application filed under section 33(2) of the Insolvency and Bankruptcy Code, 2016 (in short “IBC, 2016”) by the Resolution Professional (“RP”) of Radission Resources Private Limited, the Corporate Debtor, praying for liquidation of the Corporate Debtor. This application is supported by an affidavit^{11.At pages 26 to 27 of the application} duly affirmed by Mr. Pratap Mukherjee, the RP.

The original application was filed u/s. 33(1)(a) of the Code. However, RP vide a supplementary affirmed on 23/12/2022 states that the application shall be read u/s. 33(2) of the Code instead and in place of section 33(1)(a) of the Code.

This Adjudicating authority on a petition filed u/s. 7 of the IBC, 2016 by Janpragti Commodities Private Limited, vide order^{22.Annexure “A” at pages 29 to 35 of the application} dated 27/01/2022 in CP(IB)/1147(KB)2020, had ordered initiation of CIRP against Radission Resources Private Limited, the Corporate Debtor. Mr. Neeraj Jain was appointed as the Interim Resolution Professional (“IRP”). However, vide order dated 25/05/2022^{33.Annexure “D” at pages 53 to 55 of the application} passed in IA(IBC)/375(KB)2022 the said Mr. Neeraj Jain, IRP was replaced by Mr. Pratap Mukherjee, Resolution Professional (“RP”)

The IRP in compliance with regulation 6(1) of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, had published a Public Announcement^{44.Annexure “B” at pages 36 to 37 of the application} in Form A on 29/01/2022 in “Morning India” (English) and “Sanmarg” (Hindi), Ranchi Edition, inviting claims from the creditors, stipulating the last date of submission of claims on 10/02/2022.

A Committee of Creditors (in short, “the CoC”) was duly constituted comprising of only the petitioning Financial Creditor and the 1st and 2nd meetings5 of the CoC were duly held on 26/02/2022 and 18/04/2022 respectively.

At the 3rd CoC meeting6 held on 07/05/2022 wherein it was resolved to appoint registered valuers as per regulation 27 of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, to determine the fair value and liquidation value of the Corporate Debtor and one transaction auditor.

As per provisions of section 25(2)(h) of IBC and with due approval of the CoC, the Interim Resolution Professional had published7 Form G dated 10/05/2022 in “Morning India” (English) and “Sanmarg” (Hindi), Ranchi Edition inviting Expression of Interest (in short “EoI”) from prospective resolution applicants. However, considering the fact that valuation and transaction audit exercise was not completed due to non-availability of documents and non-cooperation from the suspended members of the Board of Directors of the Corporate Debtor, no EoI in response to Form G was received.

At the 4th CoC Meeting8 held on 13/06/2022, the RP apprised the CoC after being appointed as Resolution Professional by the Adjudicating Authority that due to non-receipt of required information/documents from the Corporate Debtor, Information Memorandum could not be prepared as well as valuation exercise and transaction audit exercise did not progress much.

5 Annexure “C” at pages 38 to 52 of the application

6 Annexure “E” at pages 56 to 67 of the application

7 Annexure “I” at pages 138 to 139 of the application

8 Annexure “F” at pages 68 to 73 of the application

Immediately after being appointed as the RP of the Corporate Debtor, it came to the notice of the RP from the Master Data that the Corporate Debtor was “Struck Off” as well as “Active Non-compliant”.

Vide order^{99.Annexure “J” at pages 140 to 141 of the application} dated 24/08/2022 passed in IA(IBC)/739(KB)2022 this Adjudicating Authority had granted extension of 90 days w.e.f. 26/07/2022 thereby 270 days CIRP period had ended on 23/10/2022.

At the 5th CoC meeting^{1010.Annexure “K” at pages 142 to 147 of the application} held on 16/09/2022, the sole member of the CoC upon due deliberation has passed the following resolution to liquidate the Corporate Debtor with 100% voting share, which is reproduced hereinbelow:

Taking into consideration of extension of 90 days, the 270 days CIRP period had expired on 23/10/2022.

The Resolution Professional under regulation 39(4) of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 has duly filed by way of a supplementary affidavit Compliance Certificate^{1111.Annexure “N” at pages 4 to 7 of the of the supplementary affidavit affirmed on 24/11/2022} in Form H, which was duly affirmed by the RP on 24/11/2022.

The Resolution Professional in compliance of sub-section (1) of section 34 of the Insolvency and Bankruptcy Code, 2016 has duly submitted his Written Consent^{1212.Annexure “O” at pages 160 to 162 of the application} along with Authorisation for Assignment to Act as Liquidator of the Corporate Debtor.

Section 33(1)(a) of the Code mandates that the Adjudicating Authority shall pass an order of liquidation where no resolution plan is received before the expiry of the CIRP. Sub-section (2) thereof requires the Adjudicating Authority to pass the liquidation order where the Resolution Professional intimates to the Adjudicating Authority the decision of the Committee of Creditors approved by not less than 66% of the voting share to liquidate the Corporate Debtor.

A conjoint reading of these two provisions leaves this Adjudicating Authority with no other option but to order liquidation of the Corporate Debtor.

This Bench, therefore, hereby orders as follows: -

a. IA(IBC)/1360(KB)2022 filed by Mr. Pratap Mukherjee, RP of Radisson Resources Private Limited, the Corporate Debtor, is allowed. Consequently, the Corporate Debtor is ordered to be liquidated in terms of section 33(2) of the Code read with sub-section (1) thereof;

b. Mr. Pratap Mukherjee, RP [Reg. No. IBBI/IPA-001/IP-P02515/2021-2022/13851] of 27A, Bhattacharjee Para Road, Paschim Barisha, Kolkata 700063, having e-mail i.d. [email protected], telephone nos. 9433169214 and 9674795648 is hereby appointed as Liquidator as provided under section 34(1) of the Code, subject, however, to his possessing a valid Authorisation for Assignment (AFA) issued by the Insolvency Professional Agency (IPA) of which he is a professional member, in terms of regulation 7A of the Insolvency and Bankruptcy Board of India (Insolvency Professionals) Regulations, 2019.

c. The Liquidator shall initiate liquidation process as envisaged under Chapter-III of the Code and the Insolvency & Bankruptcy Board of India (Liquidation Process) Regulations, 2016.

d. Public Notice shall be issued in the same newspapers in which advertisements were issued earlier, i.e., in “Morning India” (English) and “Sanmarg” (Hindi), Ranchi Edition stating that the Corporate Debtor is in liquidation.

e. All the powers of the Board of Directors, and of key managerial persons, shall cease to exist in accordance with section 34(2) of the Code. All these powers shall henceforth vest in the Liquidator.

f. The personnel of the Corporate Debtor are directed to extend all assistance and co-operation to the Liquidator as required by him in managing the liquidation process of the Corporate Debtor.

g. On initiation of the liquidation process but subject to section 52 of the Code, no suit or other legal proceeding shall be instituted by or against the Corporate Debtor save and except the liberty to the liquidator to institute suit or other legal proceeding on behalf of the Corporate Debtor with prior approval of this Adjudicating Authority, as provided in section 33(5) of the Code read with its proviso.

h. In accordance with section 33(7) of the Code, this liquidation order shall be deemed to be a notice of discharge to the officers, employees and workmen of the Corporate Debtor except to the extent of the business of the Corporate Debtor continued during the liquidation process by the Liquidator.

The application bearing IA(IBC)/1360(KB)2022 shall stand disposed of in accordance with the above directions.

CP(IB)/1147(KB)2020 is to come up for filing of periodical progress report on 20/04/2023.

The Registry is directed to send e-mail copies of the order forthwith to all the parties and their Ld. Counsel for information and for taking necessary steps.

Certified Copy of this order may be issued, if applied for, upon compliance of all requisite formalities.